


Captivating Allure

by Cadeauxxx



Category: Kate Upton - Fandom, Real Person Fiction
Genre: Anal Sex, Breast Fucking, Dirty Talk, F/M, Large Breasts, Oral Sex, Rimming, Romance
Language: English
Status: Completed
Published: 2021-01-10
Updated: 2021-01-10
Packaged: 2021-03-16 19:21:47
Rating: Mature
Warnings: Creator Chose Not To Use Archive Warnings
Chapters: 1
Words: 10,713
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/29087526
Author URL: https://archiveofourown.org/users/Cadeauxxx/pseuds/Cadeauxxx
Summary: Kate Upton seduces a regular guy she sees at her local grocery store often. After leaving her wallet behind to lure him, he arrives at her front door like a good Samaritan and is rewarded with some passionate fun with the married supermodel.
Relationships: Kate Upton/Original Male Character(s)
Kudos: 3





	Captivating Allure

**Author's Note:**

> Author's Note: This story is completely fictional and did not happen. All characters and names are fictional and were made up. I do not make money from these stories. Please do not copy and plagiarize my work.

Los Angeles, California

Scratchy noises were produced from the steel pieces of the shopping cart banging together over the black concrete surface down below. It rattled while pushing it forward, exiting the parking lot to push it back towards the other shopping carts outside the store. Wind blew in the afternoon hours, but it wasn't strong enough to defeat the heat of a hot day outside of L.A. Greg knew all about those days as this had been his fourth year of working at Ray's Supermarket. Some days were spent out in the parking lot collecting the buggies that were discarded and left out there by customers who didn't bother returning them to the store's building. It wasn't something that bothered him personally, as it was simply part of the job with his hours.

At twenty-eight years of age, he didn't expect to find himself working minimum wage like this after college. It was better than nothing, as this job at least beat having to move back in with his parents across the country. Traveling to California to go to a university was supposed to be a dream come true, at least he remembered it that way over eight years ago. Those memories were not something Greg enjoyed dwelling on. He at least had good times before dropping out of college with student loan debts accumulated through the roof. A short career in marketing had come to an end once he ran out of money to pay fees, all the while taking time to indulge in a bit of joy found within bottles of wine and gin. Immediately after dropping out of college, he had wasted a year partying in the local nightclubs outside L.A. with friends all before crashing down with the stark reality of what it meant to work for a living.

Ray's Supermarket wasn't an ideal job for a career, but it at least beat having to work in the city. That was one way Greg liked to think about it, even though he didn't hold the job dearly with any sense of pride. The bright red lettered sign hanging over the building had become something engraved in his mind now after these years of spending most of his days there. Only this past year had he finally received a raise of five dollars after four full years with little health and vacation benefits. That was life, as he had been told. The eagle flew on Thursday now for pay checks rather than the traditional Friday. It wasn't hard to live off a few hundred dollars per week with a good apartment outside the city. Just as long as Greg didn't indulge himself in buying bottles of wine to go crazy on the weekends. It was difficult to find any hope in the future, knowing that most of his earnings went straight to bills and paying off the heavy student loan debts he still owed.

With a tall but skinny frame, Greg had managed to gain a bit of muscle from working out in the past three years. After taking his job at the supermarket, he had become friends with a coworker there who offered him membership at a local gym. That led to finding a new hobby in working out and cycling on a stationary bike. Unable to afford a car and relying solely on the bus stops to get around town, Greg spent a few hundred dollars on a mountain bike. He had planned to use the bike in the future for mountain trails and potential hiking across California's beautiful hills, but for now it was used to and from work. A store manager offered a chain to padlock down the black bike down outside the building so it wouldn't stolen. Every day, he would arrive to work. Slicked back short black hair; clean shaved face beneath his dark brown eyes and always in the navy blue shirt and white pants that made up his work uniform.

The days always came and went regardless if it was an eight or ten hour shift, fun times didn't come with work hours. Greg would avoid working in the deli, only because his co-workers there liked to gossip about every person that came into the store and went. Last year he worked there, specializing in bakery and had begun to grow accustomed of the usual customers during the week solely for the demands they had for cakes and other dessert to be ordered. Working anywhere for a long period of time, you would eventually grow to recognize familiar faces that come in during the week. There was always one specific woman that Greg had to do a double-take upon witnessing as a customer when she would come strutting into the store and grabbing a shopping cart.

That woman stood tall, similar to his height with long golden hair and angelic blue eyes. A beauty mark above the right side of her upper lip was visible, but most attention of eye sight went down below when she came in wearing low cut tops to reveal a massive cleavage in the open. She always had something of a lovely smile across her face, displaying such a level of confidence when strutting her thick hips. Any man like Greg who had seen the centerfolds and spreads of old Sports Illustrated Swimsuit editions would recognize Kate Upton for her beautiful face and curvy figure regardless what she was wearing. She would often enter the store every few weeks, always once a month. Greg wasn't sure when she began to shop there, but it was almost funny to him that this woman was a local customer and seemingly lived close by.

Memories always flashed through his mind of days in college. Every hot blooded male in the dorm had at least one copy of a Sports Illustrated Swimsuit edition with Kate Upton on the cover. Greg thought back to those days of flipping through the pages of her Antarctica photoshoot. He would be lying to himself if he denied how many times he indulged himself in lust through the art of masturbation while gazing at those photos. Even better was her later photo shoots, especially one for the year of 2014. The first time Kate had stepped into the super market a last year, one of the men working in the deli recognized her. It didn't take but an hour into that day for gossip to spread through the kitchen of all the guys talking about her. Greg could remember that first day, as he was the one who had the privilege of checking her out as she requested a cake.

It was a moment he could never forget, thinking to himself that he managed to bake a cake for the one and only Kate Upton as part of his job at work. She wore a white blouse that day, revealing her busty cleavage to wandering eyes and with her hair all neatly fixed up. Seeing that soft smile upon her lips and uttering the simple words of 'thank you' had made him blush while glancing back at her. The effect of that first meeting had begun to wear off as Kate made herself into a usual customer, at least once a month. She always entered the store alone, sometimes wearing tight yoga pants that gave Greg the impression she was just leaving the gym, other times in casual dresses or jeans and shirts. For a woman of her status and with wealth, Greg sometimes wondered why she bothered shopping locally. Maybe it gave her a break out of town, not having to remain concerned about the watchful eye of paparazzi photographers.

Whatever the case was, Greg didn't ponder on it too much until he noticed Kate's vehicle sitting alone in the parking lot. She always arrived in a black Cadillac Escalade. The chrome rims made it easy to identify in a distance. While glancing at the car, Greg just pushed his thoughts of Kate to the back of his mind for now while gathering the last remaining shopping carts that had been left in the parking lot by customers leaving. From the distance, he could soon hear the rattling screech of wheels hitting pavement. Another customer had to be leaving the store. Turning around, Greg caught sight of the woman herself. Kate Upton standing tall in a black dress beneath a matching dark leather jacket. The top was a low cut blouse, putting her busty cleavage proudly on display underneath. Wearing a pair of black sunglasses over her eyes and her hair fixed up in a ponytail, Kate turned to look his way and smiled, waving her left hand towards him.

By natural instinct, Greg smiled and waved back to Kate. Her heels clacked down onto the pavement below, barely audible from the rustling screeches of the shopping cart she was pushing. Paying her no attention, he gathered the last two carts that had been left out by previous customers and began to push them together. Seeing Kate in the parking lot, it was a natural decision to stick around and wait to see if she would dispose of her own cart. When Greg turned to glance towards Kate, she had the left side back door of her Escalade open and appeared to be stacking her bags in the seat. She came to a halt momentarily, looking at him from beyond the tinted window. He couldn't make out if she was smiling or not, but the outline of her figure was visible. Stepping towards her vehicle, Greg figured he would take Kate's buggy from her as she drove away.

As he stepped his way towards Kate, a red car drove through the parking lot, diverting his attention. Greg gripped the metal bars of the carts stacked together, pushing them off to the side so the car could make it's entrance through and park on the opposite side. When he turned to look back at Kate, she had already placed most of her bagged goods in the van and shut the door. The driver's side door was open and her buggy sitting there awaiting his attention to the side. She had moved her glasses up over her head, gazing back at Greg with her big blue eyes. Kate had curled her soft lips into a grin, then glanced down, hinting to him that she had left something in her shopping cart. When he looked down to see what it was, Kate turned her eyes to him. A black leather wallet was left behind in the front of the shopping cart. Quirking her eyebrows, she didn't utter a word while climbing into the driver's seat of her van and slamming the door shut.

Why would she leave behind her wallet and say nothing? Questions roamed through Greg's mind as he watched Kate strap her seat belt in and crank up the engine to her Escalade. Before he could utter a word, she had already pulled out from her parking space and was heading off. Greg took a hold of the wallet, opening it up to find her driver's license right in the front. His heart began to race, knowing that he was clutching onto the driver's license and some credit cards belonging to the one and only Kate Upton. He shut the wallet, not wanting to dig through her personal belongings. Taking a deep breath, he opened it again and looked on the right side near the panels holding her cards to notice an address written down over the leather fold in silver marker ink. The writing all pretty curves, complete with Kate's phone number. With a choice to make, staying at work or returning her wallet himself, Greg slid it into his pocket and began to walk off.

******************

2 HOURS LATER

Wind blew through the streets with each passing second as Greg rotated his feet over the pedals of his bike. His choice had been made without notifying anyone back inside the supermarket, as he was bound and determined to hit the road and take this trip to the home of Kate Upton. Lucky for him with this being in the afternoon hours, there had not been much traffic once he got out of the four way and went in direction north west. Her address was on the far side of town, forcing him to navigate the streets for some time. Luckily for Greg, he had experience with the streets of Los Angeles, having rode his mountain bike up and through them on spare days off. As he took his time pedaling through the streets and navigating between cars, he thought about what her actions meant.

By leaving her wallet behind like this and the subtle look on her face, Greg had little doubt that Kate was playing a game of seduction. She knew him well enough from her visits to the supermarket to offer a friendly smile and wave at him from the distance. Kate knew what she was doing, as Greg could only figure that she anticipated him to arrive at her front door and bring her wallet back to her. One question that lingered through his mind was her trusting him as a stranger not to dig through her credit cards, but perhaps that was the chance a woman like her was taking when playing this kind of game. The tall hills were visible in the distance by the time he reached the upper class neighborhoods outside of Beverly Hills. Slowing down a bit on his bike, Greg marveled at the scenery and passing by homes he was certain he would never be able to afford in his lifetime.

The mail boxes were in a row down the turning street as the only indication Greg had to go by to know he was in the right neighborhood and heading towards the end of his destination. Once he reached the number that matched Kate's wallet, Greg slowed down almost to a halt. A set of large black steel gates were open, almost in a sense of invitation. Upon turning the front wheel of his bike, Greg spotted Kate's Escalade sitting in the driveway next to a Mercedes Benz outside the garage. He stopped his bike after entering beyond the gate and got off. After nearly two hours of working his legs while hunched over, it felt good to stand up straight. Greg propped the bike up against the wall of the gated entrance and then began to step his way over a path made of white tones leading up to the front door of this mansion home. Reaching down into his pocket, he pulled out Kate's wallet while raising his other hand to knock on the wooden door.

Letting out a sigh, it was a wonder to him that he was not nervous about this whatsoever. Greg took another glance at the driveway, looking at her Cadillac Escalade and then beginning to second guess. What if her husband was home? Those questions creeping up to the center of his mind were not helping his thought process, but when he glanced back to the front of the door, the knob began to turn. Opening inward, Greg held up the wallet as he was greeted to Kate herself standing before him. A black robe covered her body, slightly buttoned at the waist as her heavy cleavage was about to spill out contained in a bra. Her hair was still fixed up in a pony tail and a smug grin across her lips just below her infamous beauty mark that was unmistakable. He returned the expression, holding up her wallet and smirking back.

"Is there some kind of reward for bringing this back?

Stepping back to invite him in, Kate reached for her wallet and snatched it from his grasp. She smiled, flashing her pearly white teeth before nodding.

"What took you so long?"

"Well, I don't have a car. Having to ride a bike all the way out here takes time.

Eyes locked on him, Kate opened her wallet to make sure everything was still there as Greg moved through the doorway. her eyes glanced back up at him, noticing that he had not dug through her wallet or interfered with anything inside. She closed it and then motioned with her hand for him to shut the front door behind him. Greg didn't hesitate to do as she suggested, the locks clicking in place as Kate turned her back to him and began to walk down the small corridor leading into the living room where she quickly tossed her wallet onto a table nearby. She unbuttoned her robe and pulled it from her body, dropping it to the floor as she stomped her bare feet down into the maroon red carpet below. From where Greg stood, he took in the view of black lace straps of her bra covering her back and a thong tucked between her plump buttocks.

"My husband won't be home tonight and my daughter is spending time with her grandparents..."

Reaching for her pony tail, she undid it, pulling her long blonde locks free, Kate turned around. She gave Greg a seductive grin while roaming her hands through her hair. Her voluptuous body was on full display to him, almost as if she were modelling in lingerie. Gazing at her famous massive tits and then down to her perfect stomach and thighs, that was all he needed to see. This was a woman he had dreamed of, now calling for his lust.

"So we've got the time, let's make it count."

He rushed up to her, shoving his lips to hers as she threw her arms around his neck and they began to kiss passionately. As Greg locked lips and slid his tongue into Kate's mouth, she moaned and shoved her epic tits up against his chest. Eyes closed, they began trading kisses as Greg was now tempted to move his hands, caressing her body as he moved his fingers towards the straps of her bra. With one tug of the left strap at her shoulder, Kate moved her hands away from his neck and then undid the straps of her bra all together, allowing it to fall to the floor. Greg broke the kiss to glance down at her breasts now on full display to him.

"Holy fucking shit..."

It was one thing to look at photos of Kate Upton and get be mesmerized by her epic tits, but it was a completely different experience to have them on full display in your face. Greg didn't hesitate to reach for them with his hands, squeezing them hard and leaning his head down to smash his face between them. He could hear Kate gasping for breath as he fondled her tits.

"Mmmmmmm, you always wanted these big titties didn't you, Greg?"

Hearing Kate call him by name had sent chills down his spine, as it was still so difficult to believe this moment was occurring for him. Pushing her right nipple into his mouth, Greg sucked and licked on it, feeling it harden up beneath his tongue. He looked up at Kate's face while alternating to her left tit and proceeding to do the same thing, licking and softly sucking on her other nipple. All she did was grin down at him and moving her hands to her breasts to smother his face with them.

"These big tits are all yours today, mister. Mmmmmmm, suck on 'em! I know you want to!"

Her voice called to him in a low seductive tone as Kate forced his head between her tits. Greg couldn't help but to continue sucking in the act of motorboating her fine natural breasts. By the time he pulled his head away from her busty chest, Greg was ready to kiss her again. Kate moaned into his mouth when their lips locked together, moving the palms of her hands up against his chest and feeling her way down his chest. Their kisses continued, trading back and forth before one last deep kiss that caused her to moan into his mouth. Greg pulled himself back, attempting to step around her to see her body from behind. He roamed his hands down to grip her ass cheeks, causing Kate to moan and then he moved his head behind the right side of her neck, breathing down her skin as his hands roamed up to large breasts, squeezing and massaging them.

"God, you are so fucking perfect. The most beautiful woman on earth. I never thought this day would happen."

Stumbling over his words, Greg moaned while squeezing her breasts hard. Kate had closed her eyes, letting out a soft moan as she raised her head and allowed him to breathe further down her neck. Greg couldn't hold himself back as he began to kiss and suck on the side of her neck. Kate responded by shoving her ass back, grinding against his bulge.

"Mmmmm, you really think so? You think I'm that special, Greg?"

"Of course, you know you are, Kate?"

She began to giggle softly but in a sensual tone. His hands remained massaging and squeezing at her tits in a rotation. All Kate did was stand there, allowing him to suck her neck. An opening was there for Greg to take control, regardless of the fact he had not taken the first article of clothing from his body. He pulled himself away from Kate, allowing her to glance at him from beyond her shoulder and grin as she moved her hands to the wall. Spreading her legs out, it was apparent that she was teasing him in the act of modelling before his eyes with only the lacy black thong as the last piece of clothing left over her curvy body. With her phat ass on display in front of him, Greg grinned and raised his hand before bringing it down to give her a nice spank.

"Has your husband ever told you that you've got an underrated ass, Kate?"

"Nope!"

Maybe she was lying, but why would he care? He raised his hand again and brought it down for a hard spank. His eyes watched the fast paced ripple move across her skin while he thought of himself as the first thing he wanted to do to her. Getting down onto his knees, he wasted no time grabbing the ends of her thong and pulling it down to her ankles. As Greg's hands squeezed over her ass cheeks, Kate purred a soft moan, stepping out of her thong to discard it onto the floor while speaking.

"Here I was thinking you were all about my boobs, but now you wanna give my ass some attention?"

He chuckled in response, drawing his right hand back to give one of her ass cheeks another playful smack.

"There's guys who are all about tits, some who are all about asses... and there's someone like me who prefers both."

Finishing off his words, Greg darted his tongue down the crack of her ass for a quick lick and then buried his face between her plump cheeks. Kate was heard gasping and then spreading her legs further as she knew how he was about to pleasure her to begin this eventful day of circumstances.

"Ohhhhh god, yes! Eat my fucking ass! Mmmmmm, I haven't had a guy do this to me in so long!"

Such excitement echoing from her voice, Greg was more than happy to oblige in Kate's demand. His tongue snaked it's way down the crack of her ass and found her dark little hole. He proceeded to wiggle the end of his tongue before circling around it. Kate moved her hands over her breasts, as they had been shoved up against the wall. Moaning aloud, she called out to him.

"Ohhhhhhhh, yeah! That's it!"

Panting and breathing heavily, Kate squeezed her own tits. Greg didn't slow down with the movement of his tongue, still eating Kate's ass while he gripped her ass cheeks. He was tempted to move his hands between her thighs and find her pink folds, but for now his concentration was centered exclusively on eating her ass and pleasuring this wonderful woman. Hearing her groan, pant and cry out was enough to tell him he was doing a man's job.

"Show that ass some love! Come on, if you love it, then prove it!"

Kate shoved her ass forward to him, forcing Greg to move backwards slightly as his face was still embedded down the crack. He responded to her movements by raising his right hand and bringing it down for a hard spank. Kate moaned, glancing down over her shoulder with a subtle smile on her face. His tongue was still working over her dark little hole while she moved her hands down below to play with her pussy. Kate began to rub at her clit, using her free hand to dip a finger beyond her pink folds and finger herself while Greg continued to eat her ass.

"Ohhhhhhhhhh, yeah!"

With her voice calling out to him, Greg came to a halt and pulled his face away from her buttocks. Before he got up, he pushed his lips together and literally kissed her ass, directly onto the right cheek that had a red mark from his spanking. He moved over Kate's shoulder as she turned to face him. Shoving her naked body up against his as they locked lips, Greg going from ass to mouth now as he trading passionate kisses with his dream woman. After the last short kiss, Kate pulled away, taking his hand as she stepped backwards and finally pulling him into the living room. Behind Kate was a couch and lounge chairs on either side, but it didn't matter which would be in use for Greg. His attention remained centered solely on her. With a full smile on her face, Kate lowered herself down to her knees before him.

"Can't believe you still haven't taken your clothes off, Greg."

"I think it was more important getting them off you first. You're the supermodel, not me."

She giggled and began to rub over the erect bulge sticking up in the front of his pants.

"Well, what are you waiting for? Go ahead and take that silly uniform off."

Greg had almost forgotten entirely about his work uniform, let alone the fact he had taken off from the job on this little adventure of lust with her. As she rubbed the bulge of his pants, he expected her to begin unbuttoning his pants and helping herself to his cock. Pulling his shirt over his head, he quickly took it off and tossed it down to the floor. Kate didn't bother with his pants, only sitting there and biting down on her lower lip to tease him with her teeth on display.

"You got something for me in there, don't you?"

"I think you already know that."

Those gorgeous angel-like blue eyes never left his face as Greg unbuttoned his pants and slid the zipper down. Now Kate wanted to get involved, raising both hands and helping shove his underwear down and force his hardened pole to flop free. Her warm hands were felt touching it, wrapping her fingers around it using both hands. Kate let out a giggle.

"Mmmmm, this is what I wanted."

Chuckling another loud laugh, Kate parted her lips to use her tongue, circling around the head of his cock. She moved her left hand away, shoving her right hand down to the base of his cock. Greg took a deep breath as she enveloped her lips around the head of his shaft and then shoved it into her mouth. Eyes closed as she began to concentrated on sucking his dick. Greg exhaled heavily once more, standing there and embracing this moment of his dream woman now pleasuring him on her knees.

"Suck me off, Kate. Ohhhh, god damn, yes..."

His voice called out to her in a low tone, but Kate didn't open her eyes. She concentrated, bobbing her head up and down as she sucked his cock inch by inch. After a few more seconds of slow movements, she shoved her lips all the way down, forcing the head to reach the back of her throat as she took it all. Within seconds she gagged, choking as her lips met at his pubes. Pulling back, her eyes opened wide, gazing up at him upon releasing his rod from her mouth with a popping sound.

"Mmmmmmm, tastes so fucking good."

Kate kissed the head of his cock and then began to stroke it back and forth with her right hand. Her eyes never glanced away, keeping full eye contact as she slid her tongue out of her mouth. Smack. Smack. Smack. She beat the head of his cock over her wet tongue and then squeezed her lips back around to resume sucking.

"Ohhhhh, fuck yeah!

As Greg groaned in excitement, moaning to her, Kate picked up the pace. This time she moved her lips more aggressively, devouring his shaft inch after inch. Muffled moans were audible from her voice amidst the slurping and slobbering sounds. Greg moved his right hand down to her shoulder, as if he was attempting to encourage her to continue. Kate closed her eyes, still sucking his cock loudly. As she slowed down, her eyes opened and gazed up at him, moving her lips to the head before releasing with another popping sound.

"I knew you had a big dick waiting for me in these pants. You always look at me like you wanna fuck me silly. Every time I go to that store, I know you're gonna give me those looks."

Kate spoke before spitting down on his shaft. She used both hands now to begin stroking it back and forth. Greg chuckled at her words, quick to respond.

"Is that why you left your wallet behind? So you could have me show up at your front door and my cock in your mouth a few minutes later?"

She laughed, still wanking his cock.

"Yeah, something like that. It's a shame I had to wait over two fucking hours for you to get here."

"Ohhhhh, you poor thing."

Greg teased her with his spoken response, but Kate had moved her eyes to his cock. Pushing her lips together, she sucked down the side of it, slurping her way down and then moving her lips to his balls. He soon felt soft kisses over his hairy nut sack.

"Suck on those balls for me, Kate!"

Her hand began to wank his shaft back and forth, pumping it up and down with her grip tightening. Kate used her left hand to help herself, licking his balls and then shoving them into her mouth. Greg couldn't help himself as he roamed his right hand fingers through her golden locks of hair, encouraging her to go further.

"Ohhhhh, fuck!"

His hand twitched, curling up her hair upon the feeling of his left nut lodged between her lips. All the while, her right hand continued to pump his cock up and down, hanging above her head. Kate slobber on one of his nuts, then popped it out of her mouth and repeated the process with his right nut. She made it a point to suck on his balls equally, not pulling her lips away until her saliva was dripping from his hairy sack. Kate leaned up and began to rise up from her knees, giving Greg a smile as she moved her hands away from his cock entirely.

"Come sit on the couch for me. I like my husband to sit there when I'm sucking him off."

Greg chuckled as she had walked off. He had to reach down and take his shoes off first before he get his pants and underwear completely off. They were still pushed down to his ankles. It took him a few seconds to undo the laces of his shoes and toss them aside. Kate was waiting for him in the living room. Light shining from one of the windows off to the right side radiated over her skin, giving her a more angelic glowing appearance of a lustful angel on her knees. Greg couldn't help but to think of this famous busty supermodel playing the role of a bored housewife without her husband home to tend to her lustful needs. As he stepped his way over to the large black couch, he sat down right in the middle.

Kate wasted no time situating herself between his legs. Greg sat up, not getting too comfortable with the plush cushions behind his back. He watched the busty goddess lean down and lick up the underside of his cock as it lay against his chest. Kate's big blue eyes glanced upward at him as the tip of her tongue lapped up to the head. She wrapped her right hand fingers around his pole, holding it up and then shoving it back into her mouth. Now in this sitting position, Greg felt like a king as he watched Kate Upton bob her lips up and down, feasting on his cock. 'Mmmmm, mmm, mmmm', her muffled moans sent vibrations through him as Kate continued to move her lips and down the length of his shaft. Pulling her lips off, she made yet another pop noise. Kate glanced down at his cock and then spit on it.

"God, it doesn't get any better than this."

His words caught Kate's attention. She gazed up into Greg's eyes and smirked at him.

"You think so?"

With a nod, Greg smiled before responding.

"Yeah, I do."

Biting down on her lower lip, Kate flashed her teeth. She looked away from his eyes, only to glance back down at his cock and spit on it again.

"You haven't seen anything yet."

Immediately letting go of his cock, she used both hands to reach down and grip her famous, large breasts. Greg gasped as Kate moved her breasts up, shoving his cock right between them and squeezing them together.

"Oh, fuck!"

All she did was grin at him while squeezing her tits together. The immense size of her massive breasts made his entire length disappear between them with only the head poking up. She had caught him by surprise, as Kate seemed all too happy with the shocked expression across his face. Licking her lips, she let out a moan and began to pump her breasts up and down.

"Ohhhh, yeah! You like that?"

"Fuck yes! Oh my fucking god!! Keep going, Kate!"

Still pumping her boobs up and down, Kate didn't move her eyes away from him. All she did was grin once more, still teasing him with her dirty words.

"Mmmmmmm, you like having your big fucking cock between my titties, don't you?"

"Don't stop, Kate!"

"I know this is probably what you've always wanted to do every time you see me. You always stare at my tits, I know you've always wanted 'em. Mmmmm, don't they feel good?"

"Absolutely, Kate! Ohhhh god, yes!!"

Greg found himself completely at her mercy now as Kate didn't stop, tittyfucking his cock to a pulp. The grin on her face made her look so proud to have a cock shoved between her tits, as she continued to work them up and down. With each thrust, the head of his shaft would poke up between the folds. Kate eventually leaned her head down and parted her lips to dart her tongue out and flick over the head with each full thrust. Determined to take control and fuck her tits himself, Greg quickly pressed his palms down over the cushions of the couch and began to buck his hips upward. Gritting his teeth, he grunted.

"Ohhhh, FUCK!!"

His voice echoed through the room, as Greg moaned. Kate stopped pumping her tits, allowing him to take control. With each thrust, the head of his cock slipped into her mouth before making a fast exit. Pop. Pop. Pop. His cock popped out of her mouth repeatedly with loud noises. When Greg began to slow down, that was cue for Kate to know he was trying to hold off from blowing his load too soon. Her teeth flashed to him as she grinned, reading his body language with ease. Kate let go of her tits, ready to move into the next phase of their lustful adventure together with his cock flopping freely from her powerful tits. Rising up from her knees, Kate had him right where she wanted the man to make it easier for getting on top. Greg gazed into her eyes, knowing just what she was about to do.

No words were needed as they both could be heard breathing heavily. Kate straddled him, moving to shove her swaying tits towards his face. With a slight distraction, Greg brought his hands up, squeezing her boobs as Kate bent her knees and climbed atop him. For a brief moment, he was able to witness her pussy before him. Not a hair in sight, completely shaved and glistening in wetness. Using her right hand, Kate reached down to grip his shaft, holding it upward so she could slowly lower herself down upon it. Greg was too busy gazing at her breasts, squeezing them hard while Kate slowly lowered herself down. She gasped in a low voice, then curled her lips into a grin of satisfaction.

"Mmmmmmm, feels so good having you inside of me."

Smiling up at her, Greg nodded as Kate moved her hands to his shoulders. His cock fit snuggly into her cunt as she prepared to ride it. His hands still pressing over her breasts, she pushed her hands down and began to roll her hips in a slow rotation.

"Ohhhhh, yeah that's it."

Kate spoke again and then Greg finally moved his hands away from her tits. He knew to grip her hips as she began to bounce herself up and down, riding that hard cock still in a slow rhythm. Letting out a moan, Kate glared down at him and then Greg called out to her.

"Fuck yes! Go Kate go!"

All she could do was smile as their eyes met. Directly below his view were her large breasts, now bouncing and swaying in all directions with each thrust Kate made down onto that long shaft. She moved her hands down to his chest, pushing down as she began to ride him harder and faster.

"Ohhhhhhhh, fuck! Ohhhhhhhh, yeah!!"

As Kate screamed out to him, her large breasts bounced up and down, swaying slightly to the left and then the right before flopping down over her skin. Greg just couldn't help himself, he had to move his hands to catch them, squeezing them hard as she closed her eyes and continued to moan.

"Ohhhh, ohhhhh, OHHHHHHHHHH YEAH!!"

Fop. Fop. Fop. Fop. The sound of their bodies hitting against one another was heard clearly beyond the chorus of moans, breathing and Kate's loud cries in perfect harmony. Greg couldn't hold back as he began to buck his hips, helping Kate with the synchronization of their bodies together. As she felt him taking control, she leaned forward, shoving her breasts in his face and then using her hands to squeeze them and smother his face between them. As her large boobs beat up and rubbed across his face, Greg began to lick and attempt to suck them as they shook uncontrollably. He brought his hands down below, gripping Kate's ass cheeks as his balls were smacking onto the undersides of her plump buttocks with each full thrust.

"OH GOD, YES! YESSSS!! THAT'S IT! THAT'S HOW I LIKE IT!!"

Her hair waved, swaying into the air while his hands clasped down onto her breasts, squeezing them tightly. Kate glanced beyond her left shoulder and used her left hand to grip one of her ass cheeks, pulling it apart. She wanted to see his cock pumping in and out of her, witnessing the speed with her eyes. Letting out another loud moan, she curled her toes up, feeling every inch of his cock thrusting into her. Greg had pulled his face from her tits and began to slow down, prompting Kate to glance back at him with a smirk across her face as he had come to a complete halt.

"God, you're so perfect, baby."

Kate giggled at his spoken compliment, moving upward. She began to climb off him as she replied.

"You know how to fuck, but I've gotta wonder if you're really giving me everything you've got."

"What do you mean by that?"

Reaching her hand below, she gripped his cock upon rising off it. Greg couldn't help but gasp as he felt his length exiting her loving cup. Kate grinned, stepping off the couch and standing in front of him.

"I think you're holding back. You'll go fast, then you slow it down. It's like you're scared of really going the extra mile and fucking me hard."

Greg leaned up from the couch, ready to stand back up. He gave her a smirk as he stood, slowly nodding.

"Maybe you're right. I don't wanna make myself cum yet."

"Oh, so that's what it is."

She turned around, bending over and teasing him with her ass on full display. Kate stepped forward, then brought both of her hands back to playfully smack her ass cheeks. They wobbled slightly as she bent over to tease him, placing the palms of her hands down in front of the glass coffee table in front of the couch.

"I want you to fuck me until I cum, Greg. I want you to fuck me hard. You always give me those looks back in the store. Come on, today's the day you get to fulfill a fantasy and fuck me silly."

Swaying her curvy hips slightly, Kate began to roll her hips, forcing her phat ass cheeks to shake and rub up against one another. It took him a moment to realize she was twerking before him, a sight he never dreamed that he would witness with his very eyes. Kate glanced at him from her right shoulder, lips curled up in an expression of desire.

"Don't make me wait. I'm no gonna beg you. Fuck the shit outta me, Greg."

With a nod he stepped forward. Her last words had sent chills through his spine, just to hear Kate utter such filthy words of desire. With his left hand, he touched the low of her back, softly caressing her skin while gripping his cock with his other hand. Kate let out a soft moan upon feeling the head of his shaft rubbing over the pink folds of her opening, but Greg had to ruin this moment for her by speaking up with a pointless question.

"Were you trying to tell me something with shaking your ass like that, baby?"

Raising his left hand, he gave her buttocks a quick spank. Kate's voice could be heard in a faint sigh.

"Ummm, I think you should know the answer to that. Hope I don't need to spell it for you."

There was nothing further to say, no more silly questions. Greg gripped her hips and thrust forward, sliding his cock back into her juicy cunt. Kate gasped, clothing her eyes now as she let out a blissful cry in approval.

"Ohhhhhh, yes. Fuck me, Greg... Fuck me..."

Re-adjusting his grip on her hips, Greg let out a groan as he began to buck his hips forward. His cock thrust into her pussy, forcing Kate to begin moaning and calling out to him.

"Harder! Faster! Come on, don't hold back! Fuck me!!"

Breathing heavily, Kate made her point clear to her in a desperate tone of voice. Greg grunted and began to thrust his entire length into her juicy cunt at a faster pace. Their bodies began to hit together as his hanging balls slapped the under cheeks of her firm ass. Kate cried out, closing her eyes as her breasts began to bounce from underneath. her tits shook and wobbled with each full thrust that Greg sent into her. Curling her lower lip, she bit down on it, whimpering as the sounds had become a steady rhythm of their bodies smacking together.

"Ohhh, ohhhhhh... FUCK!!"

Plop. Plop. Plop. Their bodies continued to smack together, heard loudly amidst their breathing, moans and cries of pleasure. Kate's breasts continued to bounce, swinging back and forth with each thrust he sent into her. Over and over, he gave her every inch of his cock, pounding into her pussy. Greg gritted his teeth, grunting and finally screaming to her.

"God, you're so fucking tight, Kate!"

"FUCK ME, OHHHHHHH YEAH! FUCK MEEEEE!! THAT'S IT! FUCKKKKK YESSSSSS!!"

Moving his hands away from her hips, Greg just had to reach them from underneath and latch onto her swinging tits. He had caught sight of them bouncing from beneath, but finally could not resist the temptation to squeeze those famous breasts once more. Kate's long golden hair swung, bouncing around as it dangled from her head. With each full thrust Greg sent into her, he squeezed her breasts hard, forcing Kate to scream for him. He knew she had to drawing close and he wanted to give her a climax she would never forget.

"FUCK!! OHHHHHHHHH, FUCK!!

Hands squeezing her tits tighter, Greg didn't stop. He slowed down slightly as he anticipated that feeling of her inner walls collapsing. Kate whimpered, still moaning as his entire shaft was buried inside her tight pussy. She was at his complete mercy, ready to beg for him to force a much needed release. For Greg, this was the most difficult part of fucking her, as it was taking everything in him not to give up and blow his own load deep within her. Picking the pace back up, he began to thrust into her once more, moving at a moderate speed. Giving Kate's breasts one last squeeze, he moved his hands entirely away from them and prepared for when he had to quickly pull out from her leaking cunt.

"OHHHHH GOD, OHHHHHHH FUCK!! THAT'S IT, THAT'S IT, THAT'S....IT!!"

Her legs began trembling as Greg could feel the sudden rush of her warm juices from within, flooding his cock. Kate panted, eyes open wide as she gasped for breath as a powerful rush exhilarated through her body. Not wanting to risk it any further, Greg stepped back and abruptly pulled his cock from her pussy. With a quick step back, he was able to witness the excess love nectar gushing out as Kate squirted.

"I think you stained your carpet, babe. Better get that cleaned up before your hubby comes home."

She was trying to catch up her breath, still panting and seemingly ignoring Greg's joke. Taking a deep breath, he was satisfied for the time being that his orgasm had been avoided. His cock glistened in her juices, glimmering from the light in the room. He slid his shaft right up the crack of her ass.

"Oh, go ahead..."

Kate's voice called out to him. She glanced over her right shoulder and gave Greg a nod.

"Go for it. Stuff that big dick up my ass. It's been so long since I've had a cock split me in two."

"Oh, Kate... You are so fucking perfect. Did I tell you that already?"

Greg spoke while rubbing his cock up and down the crack of her ass, teasing her. Still wet and covered in her juices, it glided easily between her cheeks.

"You like having a cock shoved between your big tits and also one inside your nice booty, huh? You really are my dream woman. I don't think your ass gets enough attention."

Finishing his words, he pushed the head of his cock to her dark little hole and slowly slipped it in. Kate gasped for breath, then let out a soft moan.

"Ohhhh, ohhhhhh yeah... Mmmmmmm, just like that. Nice and slow at first."

As it seemed she was directing him with her words, Greg raised his right hand and brought it down hard, spanking her ass. A subtle reminder of who was in control. Kate moaned as he began to slowly thrust his cock into her buttocks. Greg squeezed her right ass cheek, digging in with his finger tips as he experienced the tightness upon sliding his cock through her dark, back door hole. Taking a deep breath, he continued to thrust slow into her, listening to Kate moan and watching her turn her head to glance at him from beyond her shoulder once again. Kate was biting down on her lower lip, studying the expression on his face which caused her to begin grinning as Greg began to thrust his hips faster.

"Mmmmmm, yeah... You like this big ass huh, Greg?"

"Fuck yeah!"

"Smack it! Smack that ass!"

Fulfilling her request he raised his right hand and brought it down hard, spanking her right side ass cheek. Kate began to moan as she felt every inch of his cock ramming into her, working back and forth as Greg was determined to give her phat rump the pounding it deserved. Like before in this position, Kate's large breasts began to swing, bouncing in every direction each time he made a full thrust.

"Oh yeah! Ohhhhhhh, god! Fuck my ass!!"

Once again, Greg was teased at the sight of her tits wobbling from underneath, moving each side. He leaned down, roaming his hands across her stomach until he gripped her breasts from underneath. Still thrusting his cock into her ass, he grunted as Kate moaned out to him.

"You like getting your ass pounded, babe!?"

"Mmmmhhhhhmmmm! This is just what I needed! YES!! POUND ME IN THE ASS WITH THAT FUCKING COCK!! YES, YESSS, YESSSSSS!!"

Panting, Kate let out a moan as she felt him squeezing her tits hard once again. After all this time, she had to readjust her palms across the glass surface of the coffee table. Slowing down, Greg grunted as he was trying to hold off his orgasm once more.

"Are you gonna cum? Wanna shoot that hot fucking load right up my ass?"

It didn't help matters for him hearing Kate talk dirty like that. Exhaling deeply, Greg began to slide his cock out of her ass. When Kate glanced back up at him from beyond her shoulder, he shook his head at her.

"No, I wanna fuck your tits and cum all over them."

"My my, I should've guessed that. Here I was trying to convince myself you really were an ass man, but you wanna fuck my tits again."

Stepping back, he pulled his cock from her ass and then watched as Kate turned around and dropped down to her knees. She kissed the head of his shaft and wrapped her right hand fingers around it, beginning to stroke it back and forth.

"Didn't I tell you I wanted both? You've got ass and titties, Kate. Stacked on both ends, what more could a guy possibly want?"

With no reply, all she did was smirk at his odd compliment and then slide his cock back into her mouth. Kate wasted no time beginning to wank her hand up and down, moving in perfect sync with her lips as she bobbed her head up and down, sucking and stroking him simultaneously. Kate slurped and slobbered her way down his shaft, generating various sucking noises. Moving her hand away entirely, she shoved her lips all the way down, giving him one last flare of her deepthroat skills as she gagged on Greg's long shaft. Gwak, gwak, kah. The sucking noises were loud, as something he would never forget among the events of this day. Pulling her lips back, she released his cock from her mouth only momentarily. Kate took a deep breath and then went back down on it.

"GOD DAMMIT!"

At the rate Kate was sucking him so aggressively now, Greg wondered if this buxom bombshell was trying to force him to cum early. Perhaps she was eager to taste his seed. He grunted, gritting his teeth as he watched her bob her head up and down, still slobbering her way down his cock as she sucked it. Down below, Kate moved her hands to her large breasts, holding them up in preparation. Still sucking her way up and down his shaft, Kate's big blue eyes glared up at him. She pulled back to the head and then suddenly released it with a loud pop noise. Saliva strings dangled from her open mouth back to his shiny, spit soaked cock. They broke off, just as she slid her big famous tits around his cock and squeezed them together.

"Fuck these titties!"

She didn't have to scream it to him, but Kate's booming voice was only a bit of encouragement. Greg wasted no time beginning to buck his hips as hard as he could, pumping his shaft up and down between her plump tits. Kate began to moan, her eyes never looking away from him.

"Ohhh, ohhhhh, ohhhhhh yeah! Fuck my titties! Fuck 'em, ohhhh yeah!!"

Kate moaned, calling out to him each time he thrust his cock between her tits. Greg was distracted, watching his cock pump between her wonderful breasts and then gazing into those angelic blue eyes. She squeezed her tits harder around his cock, flashing her pearly white teeth as she moaned in excitement once more.

"Yes, ohhhhh yeah! FUCK THESE TITS!!

Again and again, he thrust his cock between her wonderful tits. Greg groaned as Kate curled her lips into that same proud grin she had made the first time his cock was smashed between her boobs. She looked so joyful to have a fat dick right between her famous tits.

"You like getting your tits fucked, Kate!?"

"I LOVE IT!! Yes I do! Fuck these big titties!!"

Still smiling, she grinned at him from ear to ear. Greg began to slow down, taking hard thrusts. The head of his cock poked beneath her chin, nearly hitting her with each full thrust. Kate still refused to break her eyes away from him. She studied the expression on his face, watching his facial muscle clench up. Greg could tell by that smug grin formed across her lips, she had to know he was close to his breaking point. What better way to end a day fucking Kate Upton than to cover her famous tits in cum? Not in this position, Greg thought to himself. He came to a halt, taking one final thrust from where he was standing and then pulled his dick away from her breasts. She seemed to be prepared for him to cum, but Greg had reached down, grabbing her arm.

"Get up Kate, back on the couch!"

Slightly confused by him suddenly wanting to change position, Kate allowed him to lead the way. She sat on the couch then laid down as Greg motioned with his hands. The couch itself was wide enough that Kate easily leaned back and only her head was propped against the back cushion, making for a perfect position for Greg to finish this. He straddled her stomach, sitting down and then watched her face move into a smile. Kate held her breasts up for him as Greg shoved the head of his cock over her left nipple.

"I was worried there for a moment you weren't gonna finish with my tits."

Greg slightly chuckled at her words as he began to smack the head of his shaft up against her hardened nipple. Smack. Smack. Kate bit down on her lower watching him tease her. He alternated his cock to her other nipple and gave it a few playful taps causing her to moan. When he gripped his cock, that was the cue for her to pull her breasts apart and offer a passage for him right down the middle. Still biting down on her lower lip, Kate waited until he slid his cock directly between her breasts then she slowly grinned and squeezed them together. He didn't waste any time beginning to thrust his cock between those tits. Kate's eyes glared at him as she gritted her teeth, growling in her voice before calling out to him.

"Fuck my tits! I want you to cum for me. Fuck 'em 'till you cum!"

She gritted her teeth once more, keeping her eyes locked on him despite Greg's own view centered on her amazing breasts and the action commencing. He grunted, trying to hold back this orgasm as he knew he only had such little time before he finally blew his load for her. Over and over, he thrust his cock, watching the head poke out just beneath her chin.

"Cum for me! Fuck these big titties until you cum!"

The sweat was dripping from his forehead, showing a faint bit of exhaustion. Kate seemed to know as he slowed down, trying to hold off this moment of excitement but Greg continued to fuck her tits. Instead of teasing him with more filthy words, Kate leaned her head down and parted her lips, flicking her tongue over the head of his cock each time it poked up from between her tight fold. Exhaling heavily, there was no use holding back. Greg's face began to curl up as he panted and grunted. All Kate had to do was glance up momentarily with those gorgeous blue eyes.

"OHHHHH GOD, KATE!! FUCK!!"

Screaming aloud to her, Greg couldn't control it any longer. He had made one final thrust, the head of his cock poking up from between her breasts when it exploded. A thick string of cum went flying out, splattering across Kate's face up. The blast so powerful it reached up to her forehead and into her hair. Kate opened her mouth, sticking her tongue out as the second string of cum had also fired out with such force, it streaked onto her forehead.

"Oh fuck!"

Caught my surprise, Kate spoke softly but kept her mouth open. She opened her eyes, looking up at Greg as he grunted and more cum spewed out of his cock, pouring out beneath her chin to create a puddle down over her neck. Kate gasped, her lips curling into a wide smile before she giggled upon feeling more thick droplets of cum splashing down below over her neck. Greg suddenly snatched his cock free from her tits, bound and determined to give her breasts a glazing in his sticky seed as they deserved. Her hands were still holding them up. He wanked his cock, firing off a wad of cum that splattered directly across her left breast and drenched her nipple.

"Ohhhhh, yeah. Cum on these titties, mmmmmmm. So much cum!"

Kate giggled and that only made Greg cum harder as he moved his cock towards her right boob and shot off a spurt of cum that slathered upward over her tit. Squeezing his shaft to get the last remaining drops out, Greg was trying to catch his breath while he watched the last bit of cum fall like rain drops across Kate's breasts. She continued to hold her tits up until he appeared to be completely done. Her eyes gazed up at him as if she were modelling with him, like an art canvas painted in his seed. Greg took a moment to admire her, looking over the cum decorated over her face. When Kate moved her hands away from her breast and leaned up, the pearl necklace puddle above flowed like a river of cum right down the valley of her titanic tits.

"Wow, that was a lot of cum just to come out of one cock. My husband would be jealous to see another man drench me like this."

Once again, she giggled, but Greg couldn't laugh. Kate looked so beautiful covered in his cum, he couldn't take his eyes away from her. She smiled in complete satisfaction to be a sticky mess before him, playing into his last fantasy with her. It took him a bit of time to snap back into reality and move, climbing off her stomach to sit down on the couch. Kate got up and scooped her hands over her breasts, feeding her fingers into her mouth to suck them clean.

"Mmmmmm, taste good too."

With reality coming back to his sense, Greg took a deep breath and got up from the couch. He looked down at his clothes scattered among the floor and then he looked back at Kate who was still sitting naked and drenched in cum over the couch. Before he could speak, she began before him.

"I think you need to get going."

"Right... I need to get dressed and get back to work."

"Yeah, and I need to take a bath since you made a mess all over my face and tits."

Greg already begun to slip his underwear and pants back on when he turned to see Kate standing up. She didn't bother wiping any of the cum on her face that was now dripping down her neck. The cum on her tits also dripped, but made her skin look shiny within the lighting of the room. After getting his pants back on and grabbing his shirt, the thoughts began rushing through his mind of how awkward their next meeting at the super market was going to be. Knowing they had just fucked would make that meeting something more, regardless if the famed super model was just a bored housewife today. Smiling at her, it was time to ask that difficult question now rather than later.

"So uhhhh, you think we could do this again some time?"

She smirked at him and folded her arms beneath her massive tits, almost as if she knew he would be distracted at that sight and glance down to look at the cum dripping on them. Kate slowly shook her head as Greg grabbed his shirt.

"No. I'd rather this be a one time only thing. No strings attached."

A disappointing answer that he didn't reply to. All he did was put his shirt back on and then shrug at her while grabbing his shoes.

"You sure? I might give you an excuse to keep shopping at the place I work."

"Or an easy excuse to go buy my groceries some place else."

Her reply was cold and to the point. Greg had to take a deep breath as he looked back at her cum drenched face and nodded. He sat back down on the couch so he could shove his feet back into his shoes and prepare for a bicycle trip back to work, or perhaps go home and reconsider this day.

"Thanks for showing me a good time today. I don't wanna make this into a habit, but you were really good. Loved the way you pounded me and also fucked my tits. I've been needing something like that for the past few weeks. I won't be forgetting this. Oh yeah, and I got my wallet back! I almost forgot!"

They both laughed at her final gesture. Standing back up in his shoes, Greg gave her one last smile as he looked back at her sticky face and those angelic blue eyes.

"Neither will I, babe. Thank you for letting me have this day."

Whether he would see her again at the store or not was out of the question. By the time Greg was out of the door and headed back to his bike, he could not believe the day that had unfolded before him. A rude meeting with the boss back at work would be awaiting him, but what did he care? Greg had managed to fuck Kate Upton in every way he always dreamed of, finishing the event to leave her drenched and sticky in his cum. It may have been better off to go home and make up a story to tell his supervisor at work tomorrow. Pedaling his way out of the upper class neighborhood on his bike, the wind roaming through his hair, all he could do was grin like a winner.

THE END


End file.
